- Dow and DuPont Amend Merger Agreement to Reflect Extension to August 31; Close of Transaction Now Expected No Earlier than August 1
- Dow and DuPont Reiterate Intended Spin-offs Will Occur Within 18 Months After Closing
- Material Science Company Now Expected to be the First Spin-off
DuPont and Dow recently announced several amendments to the companies' transaction agreement involving the proposed merger of equals and intended subsequent separation into three independent publicly traded companies.
To accommodate the requirements of DuPont's recently announced transaction with FMC, Dow and DuPont have amended Section 8.1(b)(i) of the merger agreement to extend the "Outside Date" definition to August 31, 2017 with anticipated closing of the transaction no earlier than August 1, 2017, subject to satisfaction of customary closing conditions, including receipt of regulatory approvals.
DuPont's transaction with FMC is expected to close in the fourth quarter of 2017, subject to the closing of the DuPont and Dow merger, in addition to other customary closing conditions, including regulatory approvals.
Dow and DuPont reiterate both companies' expectations that the intended spin¬offs will occur within 18 months after closing. In addition, Dow and DuPont now expect that the first spin-off in the intended separation process will be the spin-off of the post-merger Material Science Company.
The companies continue to expect the merger transaction to generate approximately $3 billion of cost synergies and $1 billion of growth synergies.